Exhibit 10.1



                                             April 15,1998















                           TECO ENERGY, INC.
                                   
                  ANNUAL INCENTIVE COMPENSATION PLAN

                          REVISED APRIL, 1998
               

































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                                                 												Exhibit 10.1



                  ANNUAL INCENTIVE COMPENSATION PLAN



BASIC PLAN CONCEPT

The Annual Incentive Compensation Plan provides a consistent framework
for  applying annual incentive pay to officers of TECO Energy and each
of  its  operating units.  Each participant is assigned a target award
amount, expressed as a percentage of salary range midpoint, which will
represent  an appropriate incentive payment when performance is at the
targeted  level.    Smaller awards (or none at all) may be earned when
performance  is  below  target,  and  larger awards may be earned when
performance exceeds target.  

While  not  anticipated  to  be  a  common  occurrence,  the Board may
occasionally  decide  that  the  plan formula would unduly penalize or
reward  management.    In  such cases, award funds may be increased or
decreased  to  better  meet  the  plan's intent of relating rewards to
management performance.

Performance  for each participant will be measured, in part, against a
combination  of one or more quantifiable profit and operational goals.
These  goals  will  be  set at the corporate and operating levels, and
most participants will have a portion of their awards related to each.
The  remaining  portion  of each participant's performance that is not
measured  by the quantified goals mentioned above will be evaluated on
a    subjective  basis  considering  overall  contribution  level  and
achievement  of  other individual goals.  Each participant will have a
  Business  Challenge  goal, to reflect the participant s contribution
to:  (a)  mitigating  the  impact  of  unexpected  adverse business or
regulatory   developments  on  the  business  unit  or  (b)  enhancing
profitability  or  capacity  for  profit, through effective management
initiatives beyond those included in the business plan.

ELIGIBILITY

Officers   are  recommended  by  the  respective  President  of  their
organization for participation in the annual incentive plan each year.
All  recommended  officers  that  are  approved by the Chief Executive
Officer  of  TECO  Energy  and  the Compensation Committee of the TECO
Energy Board will be eligible to participate.

TARGET AWARD LEVELS

Target  award  levels  are  established at a level that, when combined
with  each  participant's  base  salary midpoint, will provide a fully
competitive  total  cash  compensation  opportunity.    The  incentive
portion  of  the  total compensation opportunity reflects compensation
"at  risk"  which  is  directly  related  to  performance  and results
achieved.  Generally, the portion of compensation "at risk" (i.e., the
target  award  level)  is influenced by the level of the participant's
accountability  for contributing to bottom-line results, the degree of
influence the participant has over results and competitive practice.

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                                                          Exhibit 10.1


ESTABLISHING PERFORMANCE GOALS AND WEIGHTINGS

For  each  plan  year, profit, growth and/or operational effectiveness
goals  will  be  established for TECO Energy and each of its operating
units.   The number of goals set for each unit and each operating unit
should not normally exceed five or six so as not to dilute plan focus.

Once  goals  have  been established that represent the target level of
performance,  threshold and maximum levels should also be established.
Threshold  performance  represents  the minimum acceptable performance
that  still  warrants incentive recognition (paid at 50 percent of the
target  award  level),  and maximum performance represents the highest
level  likely  to be attained (paid at 150 percent of the target award
level  for  all goals, except the Business Challenge goal which can be
paid at 200%).
Regardless  of  the  degree  of  achievement of each established goal,
there  will  not  be  any  plan payout to any participant for any year
unless a corporate "shareholder protection" threshold, i.e., that TECO
Energy's    net  earnings for that year be at least 80 percent of that
year's targeted net earnings, is achieved.             
Additionally,  a  further  performance  threshold  of  90  percent  of
operating  income  target  must be achieved by each operating unit for
its  participants  to  be  eligible  for  an  award.  TECO Energy must
achieve 90 percent of its net income target for its participants to be
eligible.

A  determination  will  be  made  for each participant regarding their
portion  of  the award that will be based on corporate, operating unit
or  individual  performance.    Generally,  the weightings among these
three measurement groups will vary by organizational level.

AWARD DETERMINATION

At  the end of each plan year, a four step process will be followed in
determining actual incentive awards.

    
Step 1:   The  actual  degree  of  achievement  for  each  goal at the
     corporate,  operating  unit  and  individual level is determined.
     Levels  of  achievement  can  range  up  to 200% for the Business
     Challenge goal and up to 150% for all other goals.

     
Step 2:   Corporate, operating unit and individual performance factors
     are  determined  by multiplying levels of goal achievement by the
     weightings assigned to each goal.

     
Step 3:   The  total  of  all performance factors is multiplied by the
     target award, producing the calculated award.

     
Step 4:   The  calculated  award  may  be  adjusted  up or down by the
     Compensation  Committee  of the TECO Energy Board with respect to
     the  senior  officers  and by the Chief Executive Officer of TECO
     Energy  with respect to other officers based on the participant's
     total  performance during the plan year.  The actual award, as so
     adjusted, may not exceed 150 percent of the target award level.


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                                                									Exhibit 10.1


PLAN ADMINISTRATION

The  Compensation  Committee  of  the  TECO  Energy  Board,  the Chief
Executive  Officer  of TECO Energy and the respective Presidents shall
perform  the  functions  set  forth  in  this  plan.  The Compensation
Committee  may  elect  to  discharge its responsibility in the form of
recommendations  to  the  TECO Energy Board.  The Vice President-Human
Resources of TECO Energy is responsible for administering the plan.

OTHER CONSIDERATIONS

For  any  year in which a participant's employment is terminated or an
officer  first becomes eligible for participation in the plan, whether
any  incentive  award shall be granted for that year and the amount of
any  such  award  shall be determined by the Compensation Committee of
the TECO Energy Board with respect to senior officers and by the Chief
Executive Officer of TECO Energy with respect to other officers. 
Notwithstanding  the  foregoing, for any year in which a participant's
employment  terminates for any reason following a change in control of
TECO Energy, as defined in the TECO Energy 1996 Equity Incentive Plan,
such participant shall be entitled to receive an incentive award equal
to  (a)  the  number  of days employed during that year divided by 365
multiplied  by  (b)  the greater of (i) the participant's target award
for  the  year  in  which  the  change in control occurred or (ii) the
incentive  award  actually paid to the participant with respect to the
year  immediately  preceding  the  year  in  which  the termination of
employment occurred.





























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